Understanding the purpose of a corporation: an introduction

Article Abstract:

The author questions the contention that the only duty of corporate boards of directors is to maximize maximizing share price to benefit shareholders. The interests of corporations must include the interest of its employees, customers and the local community, balanced by the board of directors, which acts in the best interests of the corporation as a whole.

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The conception that the corporation is a nexus of contracts, and the dual nature of the firm

Article Abstract:

The 'nexus-of-contracts' approach to the theory of corporations, which envisions corporations as a nexus of reciprocal agreements rather than an entity 'owned' by its shareholders, is discussed. The author contends that this approach does not account for the rules that organize the bureaucratic and hierarchical rules governing such organizations.

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Waiting for the omelet to set: match-specific assets and minority oppression in close corporations

Article Abstract:

The degree to which close corporations should protect minority shareholders from the 'oppression' of majority shareholders is discussed. The authors argue that all distributions should receive pro rata treatment upon dissolution or merger, but that the individuals involved, not the judicial system, should resolve employment-at-will issues.

Laws, regulations and rules, Close corporations, Closely held corporations

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